Delaware Assumed Par Value Capital Method: Step by Step
17 October 2026 · Informational only · No affiliate links · 4 min read
General information, not tax, legal or financial advice. We are not the State of Delaware and are not affiliated with it. Check corp.delaware.gov or ask a qualified professional. Sources read on October 17, 2026 (passages cited). Dates after 2026 are expected; the amounts shown are the current rates on the State pages, not confirmed 2027 rates. Examples use made-up numbers. This page contains no affiliate links.
Short answer: the State's calculator page describes the assumed par value capital method as $400 per million, or portion of a million, of assumed par value capital, with a $400 minimum. You use the method that gives the lesser tax. The page says total gross assets come from Form 1120, Schedule L, and issued shares are needed.
Inputs you need
- Total gross assets ("total assets" on Form 1120, Schedule L, for the fiscal year ending in the calendar year before filing, §503(i)).
- Total issued shares.
- Total authorized shares.
- Par value, if any.
Steps as we understand them
- Gather the inputs above from your Schedule L for the fiscal year ending in the calendar year before filing.
- Divide total gross assets by total issued shares (including treasury shares), carried to six decimal places. The result is the "assumed par" (State calculator page).
- For authorized shares whose par value is lower than the assumed par, multiply those shares by the assumed par. For authorized shares whose par value is higher than the assumed par, multiply those shares by their own par value. Add the two results: that is the assumed par value capital (State calculator page; 8 Del. C. §503(a)(2)).
- If the assumed par value capital is over $1,000,000, round it up to the next million, divide by 1,000,000 and multiply by $400. If it is under $1,000,000, divide it by $1,000,000 and multiply by $400. The minimum tax under this method is $400.
- Compare with the authorized shares result. Pay the lower, subject to the $200,000 cap ($250,000 for a Large Corporate Filer).
Example (made-up numbers)
Gross assets of $2,000,000; 8,000,000 shares issued; 10,000,000 authorized; par value $0.00001. Assumed par is $0.25, above the par value of $0.00001, so assumed capital is $0.25 × 10,000,000 = $2,500,000: three started millions, so $400 × 3 = $1,200. Compare with the authorized shares method, which would give far more for 10,000,000 shares. See the comparison.
Caution on the statute
The statute (8 Del. C. §503(a)(2)) also contains a separate formula for no-par stock (assumed no-par capital, $100 per no-par share). Companies with no-par shares should use the State's calculator or ask a professional. Use the official calculator for your filing; this page explains the method.
FAQ
Do I have to report issued shares and assets? If you do not, the authorized shares method applies by default (§503(b)).
Is Schedule L my only source? The State names Schedule L; ask your accountant if your books differ.
What we could not verify
- Total gross assets are the "total assets" on Form 1120, Schedule L for the fiscal year ending in the calendar year before filing (8 Del. C. §503(i)); how that applies to a company that does not file Form 1120 (for example a foreign-owned corporation filing Form 1120 only for this purpose) was not researched.
- 2027 rates: the State pages do not date amounts by year, so everything here is described as current rates; recheck on corp.delaware.gov.
- Any extension or grace period for the March 1 deadline: none was found in the sources read. 8 Del. C. §510 mentions further time for good cause, which is exceptional.
- Registered agent prices and comparisons: not researched here (no official source).
- LLC and limited partnership tax: only the June 1 due date is mentioned; we give no amount because the State's own pages were inconsistent. Check corp.delaware.gov.
Sources (official)
- Delaware Division of Corporations, Franchise tax calculator (read October 17, 2026)
- Delaware Division of Corporations, Franchise tax FAQ (read October 17, 2026)
- Delaware Code, Title 8, Chapter 5 (8 Del. C. §§ 502-514, statute text read) (read October 17, 2026)